INTERIM FINANCIAL STATEMENTS June 30, 2026 and 2025 WITH INDEPENDENT AUDITOR'S REVIEW REPORT
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http://ri.kep
Kepler Weber S.A.
Interim financial statements June 30, 2026 and 2025
SUMMARY
Earnings Release 3
Independent auditor's review report on quarterly information 26
Statement from the Board of Executive Officers on the Financial Statements 28
Statement from the Board of Executive Officers on the Report of the Independent Auditors 29
Income statements 31
Statements of comprehensive income 32
Balance sheets 33
Statements of changes in equity 35
Statements of cash flows - indirect method 36
Statements of value added 37
Explanatory notes to the individual and consolidated financial statements 38
ri.kepler.com.br KEPL3 2
2Ǫ26 EARNINGS RELEASE
"Diversification strengthens the portfolio, preserves the net cash position, and reinforces the Company's resilience and its ability to execute its strategy with confidence and caution"
HIGHLIGHTS
Net revenues of R$299.1 million (-3.9% vs. 2Ǫ25), with the growth in the Agribusiness (+17.9%) and Replacement C Services (+5.0%) segments partially offsetting the lower demand in Farms, which has been repressed due to the macroeconomic environment, evidencing the greater contribution of segments with different demand dynamics for the composition of net revenues.
Net cash position of R$29.3 million at the end of 2Ǫ26, even in the face of a challenging scenario, preserving high financial flexibility to support the growth strategy, including throughout different agribusiness cycles.
Selling, General and Administrative Expenses (SGGA) decreased 4.7% in 2Ǫ26 and 2.0% in the 1st half of the year, showing discipline in the management of expenses and continuous gains in operational efficiency.
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Revenues from new products accounted for 12% of Net Revenues in the last 12 months, showing the efficacy of the strategy of continuous investments in Research C Development (RCD) and the expansion in the offer of higher value-added solutions.
São Paulo, August 12, 2026 - Kepler Weber S/A (B3: KEPL3), the parent company of the Kepler Weber Group, a leader in grain storage equipment and post-harvest solutions in Latin America, announces its consolidated results for the 2nd quarter, ended June 30, 2026 ("2Ǫ26"). The individual and consolidated interim financial statements were prepared in accordance with the accounting practices adopted in Brazil (BR GAAP) and with the International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB"). Ernst C Young Auditores Independentes is the firm responsible for the audit of our financial statements. We emphasize that any discrepancies in the totals presented are due to rounding.
MESSAGE FROM MANAGEMENT
The 2nd quarter of 2026 was marked by the continued challenging environment for investments in the Brazilian agribusiness sector, particularly in the Farms segment. The maintenance of high interest rates, more restrictive credit, and pressured margins continued to impact the pace of investments made by rural producers, particularly in the Farms segment. On the other hand, the Agribusiness segment maintained consistent growth, driven by investments in the grain processing and biofuels chain. The coexistence of these different cycles reinforces the Company's diversification strategy, which is supported by a portfolio with different market dynamics, profitability profiles and investment cycles.
In this context, Net Revenue reached R$299.1 million in the second quarter (-3.9% vs. 2Ǫ25), reflecting lower demand in the Farms segment, partially offset by growth in Agribusiness, which consolidated its position as the Company's largest segment in the period, and by the performance of Replacement C Services. Greater pressure on prices, volumes, and the business mix resulted in a more significant decline in profitability during the period. Against this backdrop, profitability remains one of the Company's main points of attention. In the 1st half of the year, these dynamics reinforced the evolution in the revenues mix, with the Agribusiness (+11.3%) and International Business (+7.0%) segments increasing their share, while Farms retreated 25.4%. As a result, the Agribusiness, International Business, Ports C Terminals, and Replacement C Services segments now represent 72% of Net Revenues, compared to 66% in the 1st half of 2025, evidencing a more diversified revenue structure that is less dependent on the Farms segment.
The Company's diversification strategy is also reflected in its cash generation capacity. Kepler Weber ended the second quarter with net cash of R$29.3 million, preserving financial flexibility to execute its capital allocation strategy, prioritize investment opportunities with adequate returns, and maintain its ability to respond to different market conditions. Additionally, active capital structure management contributed to reducing the average cost of debt from 16.83% in 1Ǫ26 to 15.77% in 2Ǫ26.
Operational discipline remained an important competitive advantage. In the 2nd quarter, selling, general and administrative expenses (SGCA) decreased by 4.7% compared to 2Ǫ25, and by 2.0% in the 1st half compared to the same period of the previous year. This result was achieved despite a context of accumulated inflation of 4.64% in the last 12 months. Efficiency and cost management initiatives helped partially mitigate the pressures observed during the period, although they were not sufficient to fully offset their impact on margins.
The Company invested R$12.6 million in the development of new products and solutions to expand the offer of higher value-added technologies to customers. As a result, revenues from new products accounted for 12% of Net Revenues in the last 12 months.
In this context, Kepler Weber ends 2Ǫ26 combining growth in strategic segments and portfolio evolution, even though the business environment requires caution, especially in the Farms segment. Despite the growth in the Agribusiness segment, margins remain at challenging levels throughout the year, reflecting both market conditions and the current composition of the project mix. Against this backdrop, the Company remains focused on commercial discipline, operational efficiency, cash generation, and disciplined capital allocation, while continuing to advance the diversification of its portfolio. Rather than anticipating a market recovery, Kepler Weber remains focused on executing its strategy and preserving a solid financial structure, maintaining its ability to capture opportunities under different market conditions.
Table 1 | Key Result Indicators (R$ millions)
(*) LTM ROIC for the last 12 months
ABOUT KEPLER WEBER
Founded in 1925, Kepler Weber is a leader in Latin America in complete solutions for processing, conservation, storage and handling of seeds, grains, biofuels, feed and food. With administrative headquarters in São Paulo (SP) and manufacturing units in Panambi (RS), Campo Grande (MS) and Criciúma (SC), the company operates in 54 countries and five continents.
Present throughout the agribusiness chain, Kepler Weber serves rural producers, agroindustries and logistics operations, contributing to the improvement, storage, processing and handling of products that supply markets in Brazil and abroad. The company offers solutions that range from equipment planning and manufacturing, to infrastructure implementation, training of operators, and monitoring of operations using technology.
Strategically positioned in the main agricultural regions of Brazil, Kepler Weber has 9 distribution centers, more than 150 commercial agents in the country, including the local team and international representatives. Through the Replacement C Services (RCS) area, the company provides parts, maintenance, technical assistance and solutions for modernization of installed units, ensuring continuous support to customers. The company also has capacity to manage more than 300 projects simultaneously and conducts specialized training for about 3 thousand customers per year, contributing to the increase of operational efficiency and technological updating of its customers.
Recognized for innovation and operational excellence, Kepler Weber continuously invests in research and development to create solutions that drive productivity, efficiency and sustainability in agribusiness. Its industrial structure totals 89.5 thousand m² of built area, and it operates entirely under a lean manufacturing system, with ISO 9001, ISO 14001 and ISO 45001 certifications.
CONTRACTED FINANCIAL VOLUME (BACKLOG)
As of June 30, 2026, the Company's contracted portfolio (financial backlog) remained at a consistent level, reflecting the continuity of the portfolio diversification strategy and a more balanced composition among the segments in which it operates. Compared to the previous quarter (1Ǫ26), the backlog grew by 9.3%, mainly driven by the advance in Agribusiness projects, a segment characterized by larger contracts and longer execution cycles. Compared to the same period of the previous year (2Ǫ25), there was a reduction of 13.8%, mainly reflecting the lower demand from the Farms segment, still impacted by a more restrictive credit environment and a more cautious stance of rural producers.
The evolution of backlog composition is in line with the Company's diversification strategy. The growth in the share of the Agribusiness segment reflects the continuity of investments in infrastructure, mainly regarding grain processing and biofuels, in a market with favorable structural fundamentals and less dependence on the investment decisions of rural producers. This dynamic contributes to a more balanced composition of the portfolio and reinforces the Company's ability to capture opportunities in different agribusiness cycles.
The financial backlog represents the contractual value of the projects signed and not yet carried out, considering the position as of June 30, 2026. Its amount may change depending on the schedule of performance of works, weather conditions, logistical availability, contractual reviews and other operational and market factors, including those that are beyond the Company's control. In spite of contributing to increasing operational visibility in the coming quarters, the backlog should not be construed as a revenue forecast, a guarantee of results, or an indication of future performance, especially in an environment that still requires prudence in assessing future revenue recognition cycles.
NET OPERATING REVENUES
Table 2 | Net Operating Revenues (R$ millions)
Net Operating Revenue (R$ MM) | 2Ǫ26 | 2Ǫ25 | Δ% | 1Ǫ26 | Δ% | 6M26 | 6M25 | Δ% |
Farms | 83.1 | 95.8 | -13.2% | 86.7 | -4.1% | 169.8 | 227.5 | -25.4% |
Agribusiness | 126.5 | 107.2 | 17.G% | 105.1 | 20.4% | 231.5 | 208.0 | 11.3% |
International Business | 16.6 | 30.9 | -46.3% | 60.2 | -72.5% | 76.8 | 71.8 | 7.0% |
Ports and Terminals | 7.3 | 14.7 | -50.1% | 4.9 | 51.0% | 12.2 | 25.3 | -51.G% |
Replacement C Services | 65.6 | 62.5 | 5.0% | 61.2 | 7.1% | 126.8 | 135.7 | -6.5% |
Total | 2GG.1 | 311.1 | -3.G% | 318.1 | -6.0% | 617.1 | 668.3 | -7.7% |
In 2Ǫ26, consolidated Net Revenues amounted to R$299.1 million, a decrease of 3.9% compared to 2Ǫ25. In the 1st half of 2026, Net Revenues reached R$617.1 million, a reduction of 7.7% compared to the same period in 2025. Although lower in consolidated terms, the performance showed greater balance in the composition of revenues and confirmed the importance of segments that are less dependent on the rural producers' investment cycle.
The performance in both periods mainly reflected the lower demand from the Farms segment, still impacted by a more restrictive credit environment and interest rates that, despite the reduction observed in 2Ǫ26, remained at high levels, leading to greater investment selectivity by customers. As a result, Net Revenues from Farms fell 13.2% in 2Ǫ26 and 25.4% in the 1st half of the year, compared to the same periods in 2025.
In line with the Company's diversification strategy, the Agribusiness segment continued to show consistent growth, with an increase of 17.9% in the quarter and 11.3% in the 1st half, driven by the continuity of investments in cooperatives, grain processing infrastructure and biofuels. Replacement C Services also recorded a positive evolution in the quarter (+5.0%), supported by the recurrence of the installed base. Despite recording a decrease of 46.3% in the quarterly comparison due to a high comparison base in 2Ǫ25, International Business maintained a growth of 7.0% in the 1st half of 2026, reinforcing its contribution to the diversification of the Company's revenues.
Of total Net Revenues, 94% in 2Ǫ26 and 88% in the 1st half of 2026 came from the domestic market, while 6% and 12%, respectively, corresponded to the foreign market.
Figure 1 | Net Operating Revenues by Market (R$ millions)
See below the detailed performance of each of the Company's five segments.
Farms
Farms (R$ MM) | 2Ǫ26 | 2Ǫ25 | Δ% | 1Ǫ26 | Δ% | 6M26 | 6M25 | Δ% |
Net Operating Revenue | 83.1 | 95.8 | -13.2% | 86.7 | -4.1% | 169.8 | 227.5 | -25.4% |
Participation in Net Operating Revenue | 27.8% | 30.8% | -3.0 p.p. | 27.3% | 0.5 p.p. | 27.5% | 34.0% | -6.5 p.p. |
Gross Margin | 16.1% | 1G.8% | -3.7 p.p. | 18.5% | -2.4 p.p. | 17.3% | 20.8% | -3.5 p.p. |
The Farms segment offers complete solutions for the processing, conservation and storage of agricultural commodities, serving small, medium and large rural producers. These solutions involve the design, manufacture, installation and operational training relating to silos, dryers, cleaning machines, conveyors and digital systems for managing stored products. The objective is to preserve and optimize the quality of grains and generate efficiency gains in production, allowing producers to market their crops at the most favorable time, in addition to reducing costs with third parties and freight in periods of high demand.
In 2Ǫ26, the segment's Net Revenues amounted to R$83.1 million, down 13.2% compared to 2Ǫ25. The performance reflected the continuity of a challenging environment for rural producers, marked by tighter credit conditions, high interest rates, pressured margins and greater selectivity in investments in storage infrastructure. Compared to 1Ǫ26, revenues decreased by 4.1%, reflecting the typical seasonality of the sector, with producers concentrated in the harvesting and planting stages, which naturally reduces the pace of contracting new projects.
In the 1st half of 2026, Net Revenues reached R$169.8 million, a reduction of 25.4% compared to the same months in 2025, reflecting the continuity of this more restrictive environment and the lower demand observed throughout the period.
The segment's Gross Margin was 16.1% in 2Ǫ26, down 3.7 p.p. compared to 2Ǫ25. In the 1st half of 2026, the margin reached 17.3%, compared to 20.8% in the same period of 2025. The retraction observed in both periods reflected a more intense competitive environment in a market with lower volumes, requiring greater flexibility in commercial conditions and putting pressure on the profitability of projects.
During the second quarter, the Company recorded approximately R$74.5 million in new contracts in the segment, particularly in the states of Mato Grosso, Bahia, and Goiás, contributing to the backlog and reinforcing its presence in Brazil's main producing regions. Although this performance demonstrates continued commercial opportunities even in a more selective demand environment, the Company does not yet see sufficient signs to characterize this movement as a change in market trends.
Against this backdrop, the segment's performance over the coming months will remain dependent on the evolution of producers' investment decisions and financing conditions.
Historically, the second half of the year concentrates a higher level of commercial activity in the segment, associated with planning for the upcoming crop season and investment decisions in storage infrastructure. In this context, the 2026/2027 Crop Plan maintained the Program for the Construction and Expansion of Storage Facilities (PCA) as an important instrument to support investments in storage, although with a lower volume of funds compared to the previous crop season.
The Company continues to monitor the availability of financing under these programs and the agricultural cycle, while maintaining a cautious stance regarding the pace of demand recovery. In this context, the Company remains focused on commercial discipline, preserving profitability, and capturing opportunities aligned with its long-term strategy.
Agribusiness
Agribusiness (R$ MM) | 2Ǫ26 | 2Ǫ25 | Δ% | 1Ǫ26 | Δ% | 6M26 | 6M25 | Δ% |
Net Operating Revenue | 126.5 | 107.2 | 17.G% | 105.1 | 20.4% | 231.5 | 208.0 | 11.3% |
Participation in Net Operating Revenue | 42.3% | 34.5% | 7.8 p.p. | 33.0% | G.3 p.p. | 37.5% | 31.1% | 6.4 p.p. |
Gross Margin | 17.G% | 1G.6% | -1.7 p.p. | 16.0% | 1.G p.p. | 17.0% | 18.3% | -1.3 p.p. |
The Agribusiness segment covers cereal producers, cooperatives and grain processing companies, with a focus on project development, equipment manufacturing, implementation of complete infrastructure and operational support. The solutions are aimed at the production of food, feed, biofuels and flour, promoting industrialization in the field and contributing to the strengthening of production chains, increased logistics efficiency, and value generation in the main agricultural regions of the country.
In 2Ǫ26, the segment's Net Revenue totaled R$126.5 million, up 17.9% compared to 2Ǫ25 and 20.4% compared to 1Ǫ26, representing the strongest revenue performance among the Company's main segments in the quarter. In the 1st half of 2026, Net Revenues reached R$231.5 million, an increase of 11.3% compared to the same period in 2025. This performance reflected the continuity of investments in industrial infrastructure by cooperatives, tradings and processing companies, with focus on projects related to the food, feed and biofuel chains, expanding the share of larger developments with higher value-added in the Company's portfolio.
The segment's Gross Margin was 17.9% in 2Ǫ26, down 1.7 p.p. compared to 2Ǫ25. In the 1st half of 2026, the margin reached 17.0%, compared to 18.3% in the same period of 2025. The reduction observed in both periods mainly reflected changes in the mix of projects and a more intense competitive environment, partially offset by operational discipline and the performance of larger projects.
During the quarter, the Company recorded approximately R$169.7 million in new contracts in the segment, covering grain storage, improvement and processing solutions. Of note is the contracting of a large project linked to the expansion of a cooperative initiative for agroindustrial integration, evidencing Kepler Weber's ability to meet structuring investments in processing, storage and logistics of the grain chain. The new contracts reinforce the segment's portfolio and reflect the continued demand for agroindustrial infrastructure.
The performance of the Agribusiness segment reinforces its potential as a driver of diversification for the Company's business. In an environment that remains challenging for the Farms segment, continued investments in grain processing and biofuels infrastructure have been increasing the segment's share of the Company's revenue mix, contributing to a more balanced and resilient business structure that is less dependent on the investment cycle of rural producers.
The Company understands that the structural fundamentals that support Agribusiness investments are still present due to, among other factors, the expansion of the Brazilian biofuels chain and the growing demand for adding value to grain processing, although the evolution of these investments still depends on the macroeconomic environment and the capital allocation decisions of our customers.
International Business
International Business (R$ MM) | 2Ǫ26 | 2Ǫ25 | Δ% | 1Ǫ26 | Δ% | 6M26 | 6M25 | Δ% |
Net Operating Revenue | 16.6 | 30.9 | -46.3% | 60.2 | -72.5% | 76.8 | 71.8 | 7.0% |
Participation in Net Operating Revenue | 5.5% | 9.9% | -4.4 p.p. | 18.9% | -13.4 p.p. | 12.4% | 10.7% | 1.7 p.p. |
Gross Margin | 21.8% | 22.6% | -0.8 p.p. | 17.1% | 4.7 p.p. | 18.1% | 26.3% | -8.2 p.p. |
The International Business segment comprises the sale and delivery of the Company's products on five continents, with exports to 54 countries throughout its history. Most of the sales are directed to rural producers and the Agribusiness, especially in Latin America, where the Company maintains a consolidated leadership position. This global presence reinforces the competitiveness of our solutions, our technological adaptability in the face of different agricultural realities and our commitment to delivering efficiency on an international scale.
In 2Ǫ26, the segment's Net Revenues reached R$16.6 million, down 46.3% compared to 2Ǫ25 and 72.5% compared to 1Ǫ26. In addition to the high comparison basis and a less favorable exchange rate scenario, which reduced the conversion effect of international revenues, the retraction in the period reflected the concentration in important shipments in 1Ǫ26, especially to Venezuela, as well as the lower demand from markets such as Argentina and Uruguay, particularly in the rice segment.
In the 1st half of 2026, however, Net Revenues reached R$76.8 million, up 7.0% compared to the same period in 2025. The performance was driven by the resumption of operations in Venezuela, which began at the end of 2025, and by the continuity of sales to traditional markets, such as Paraguay and Bolivia, showing the Company's ability to capture opportunities in different markets, even in a more challenging environment for certain countries.
The segment's Gross Margin was 21.8% in 2Ǫ26, down 0.8 p.p. compared to 2Ǫ25. In the 1st half of 2026, the margin reached 18.1%, compared to 26.3% in the same period of 2025. The reduction observed in both periods reflected changes in the composition of sales among the different markets served, as well as a less favorable exchange rate scenario and a more intense competitive environment in certain countries.
In the 2nd quarter, the Company recorded approximately R$24.9 million in new contracts in the segment, with emphasis on customers in Paraguay, Bolivia and Uruguay, reinforcing the segment's contracted portfolio and expanding the geographic diversification of international business.
The business environment abroad remained marked by greater selectivity in investment decisions, reflecting macroeconomic conditions, exchange rate volatility and climate factors. Unlike the Brazilian market, where the advance of the biofuels segment has boosted investments in the Agribusiness, the international demand remains predominantly concentrated on traditional storage projects. Even so, the Company maintains its strategy of expanding its geographic presence and prospecting for new opportunities, reinforcing the role of International Business in the diversification of operating revenues.
Ports G Terminals
Ports G Terminals (R$ MM) | 2Ǫ26 | 2Ǫ25 | Δ% | 1Ǫ26 | Δ% | 6M26 | 6M25 | Δ% |
Net Operating Revenue | 7.3 | 14.7 | -50.1% | 4.9 | 51.0% | 12.2 | 25.3 | -51.G% |
Participation in Net Operating Revenue | 2.5% | 4.7% | -2.2 p.p. | 1.5% | 1.0 p.p. | 2.0% | 3.8% | -1.8 p.p. |
Gross Margin | 16.8% | 36.4% | -1G.6 p.p. | 5.G% | 10.G p.p. | 12.4% | 34.3% | -21.G p.p. |
The Ports G Terminals segment encompasses multimodal logistics projects, offering complete solutions for solid bulk handling in road-rail, maritime and river terminals. Acting as an essential link in export logistics and in the flow of national agricultural production, the segment consolidates Kepler Weber as a benchmark in engineering, manufacturing and implementation of highly complex developments. With more than 120 projects delivered since 1992, the Company reinforces its strategic importance for the competitiveness and integration of Brazilian agribusiness.
The dynamics of this market are characterized by longer selling cycles, high-value contracts, and performance in extended terms, concentrating the recognition of revenues in specific quarters. This structure explains the variations in short-term comparisons, without representing a loss of commercial traction, and highlights the structurally predictable and resilient nature of the business.
In 2Ǫ26, the segment's Net Revenues totaled R$7.3 million, down 50.1% compared to 2Ǫ25 and up 51.0% compared to 1Ǫ26. In the 1st half of 2026, Net Revenues reached R$12.2 million, a reduction of 51.9% against the same period in 2025. In both comparisons, the performance mainly reflected the stage of performance of the projects in the portfolio and their respective revenue recognition schedules, reducing the volume recognized for the period. The comparison was also influenced by a change in the composition of the projects being performed, with greater participation of developments intended for trading companies, logistics operators, industries and companies in the grain chain. This behavior is characteristic of the segment's operational dynamics, making the comparisons between isolated quarters less representative of the performance of the business.
The main projects in progress include a strategic port development for the outflow of the Arco Norte harvest, and a road-rail transshipment terminal in Mato Grosso, with potential turnover capacity of up to 10 million tons per year to the Port of Santos. The portfolio still includes projects of high relevance for the logistics infrastructure of Brazil's agribusiness, created for important players in the logistics, trading, industry and grain storage segments, reinforcing the Company's position in highly complex and high value-added developments.
The segment's Gross Margin was 16.8% in 2Ǫ26, compared to 36.4% in 2Ǫ25, in the 1st half of 2026, the margin reached 12.4%, compared to 34.3% in the same period of 2025. The reduction seen in both periods mainly reflects the lower volume of recognized revenues, reducing the dilution of fixed operating costs, which is a characteristic inherent to the dynamics of project performance.
The Ports C Terminals market continued to be influenced by high interest rates and the lengthening of deadlines for getting licenses, which have contributed to longer cycles of hiring of new projects. In this context, the Company maintains discipline in the assessment of opportunities, focusing on projects of greater complexity and high value-added. Due to the characteristics of the segment, the evolution of results should be analyzed over longer horizons, reflecting the project's performance cycle and the structural nature of investments in logistics infrastructure aimed at Brazilian agribusiness.
Replacement G Services (RGS)
Replacement G Services (R$ MM) | 2Ǫ26 | 2Ǫ25 | Δ% | 1Ǫ26 | Δ% | 6M26 | 6M25 | Δ% |
Net Operating Revenue | 65.6 | 62.4 | 5.0% | 61.2 | 7.1% | 126.8 | 135.7 | -6.5% |
Participation in Net Operating Revenue | 21.9% | 20.1% | 1.8 p.p. | 19.3% | 2.6 p.p. | 20.5% | 20.3% | 0.2 p.p. |
Gross Margin | 30.2% | 32.2% | -2.0 p.p. | 37.3% | -7.1 p.p. | 33.7% | 32.G% | 0.8 p.p. |
The Replacement G Services segment consolidates the Company's strategy of generating recurring revenues and strengthening the long-term relationship with the installed base. The portfolio brings together parts, modernizations, capacity expansions, adjustments to safety standards and specialized services, such as training, gauging, assisted operation (including digital thermometry monitoring) and technical support, forming a continuous value cycle that extends the useful life of assets in the field. The Company has nine Distribution Centers located in strategic regions, which optimizes logistics, and ensures agility and excellence in services.
The acquisition of Procer, a company specializing in technology and connectivity solutions for remote monitoring of storage systems, in March 2023, strengthened the Company's ecosystem of digital solutions, expanding regional coverage and accelerating the expansion of recurring revenues in strategic markets. As a result, Procer maintained a consistent evolution of its operating indicators in 2Ǫ26, reaching more than 2,905 connected storage units (+20% vs. 2Ǫ25) and a customer base with 2,272 clients (+18% vs. 2Ǫ25), evidencing advances in the digitalization strategy and strengthening of the relationship with the installed base.
In 2Ǫ26, the segment's Net Revenues totaled R$65.6 million, an increase of 5.0% compared to 2Ǫ25 and 7.1% compared to 1Ǫ26. The performance reflected the evolution of the mix towards higher value-added solutions, with focus on Seletron machines, whose revenues increased by 165% in the period, in addition to the expansion of modernization activities and increase in storage units, driven by customers' search for greater operational efficiency, productivity and technological updating. Compared to 1Ǫ26, the growth also reflected the continuity of this demand, combined with the seasonality that characterizes the segment.
In the 1st half of 2026, Net Revenues from Replacement C Services reached R$126.8 million, down 6.5% compared to the same period of 2025. Performance mainly reflected the lower order base at the beginning of the year, which impacted first-quarter revenues. Nevertheless, the improvement in the second quarter demonstrates the segment's ability to increase its share through higher value-added solutions, strengthening relationships with the installed base and reinforcing its contribution to the Company's diversification strategy, even in a more selective investment environment.
The segment's Gross Margin was 30.2% in 2Ǫ26, compared to 32.2% in 2Ǫ25. The retraction seen in the 2nd quarter mainly reflected changes in the revenues mix, in addition to specific pressures linked to the performance of certain services. In the 1st half of 2026, the margin reached 33.7%, keeping consistent levels of profitability and reflecting the growing share of technological and higher value-added solutions, such as Procer and Seletron, in addition to the expansion of the portfolio of specialized services, refurbishments and modernizations.
Even in a more selective environment for investments in new projects, demand for maintenance, modernization, and technological upgrades of the installed base remains relevant, reflecting customers' continued pursuit of greater operational efficiency and productivity. In this context, the performance of Replacement C Services and Procer reinforces the Company's ability to strengthen relationships with its installed base and develop recurring, higher value-added revenue streams. The Company's broad nationwide presence through its distribution centers, combined with its operations in Latin America, consolidates Replacement C Services as an important driver of recurring revenues, business model diversification, and sustained profitability.
COST OF GOODS SOLD (COGS)
Figure 2 | Cost of Goods Sold (R$ millions)
Cost of Goods Sold (COGS) totaled R$238.4 million in 2Ǫ26, remaining practically stable compared to 2Ǫ25 (-0.1%). Despite the stability in absolute values, COGS now represents 79.7% of net revenues, an increase of 3.0
p.p. in the annual comparison, mainly reflecting the retraction of net revenues in the period, associated with a reduction in sales prices. Additionally, the mix of products shipped in the 2nd quarter changed the composition of costs, with a greater share of equipment, which requires higher consumption of raw materials per kilogram produced. As a result, there was an increase in the share of raw materials in the composition of COGS. This effect was partially offset by a reduction in transformation costs, with no significant impact from the variation in the prices of steel or other raw materials.
In the 1st half of 2026, COGS totaled R$490.2 million, down 4.0% compared to the same period in 2025, following the lower volume shipped. The indicator represented 79.4% of net revenues, compared to 76.4% in the same period of the previous year, mainly reflecting a 7.7% retraction in net revenues, in the face of pricing challenges due to an adverse macroeconomic and sectoral scenario. The effects of this scenario were partially offset by the improvement in the product mix, especially by the greater share of silos, and by gains obtained from engineering and operational efficiency initiatives, such as product versioning, project review and cost management.
Figure 3 | Composition of COGS
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Figure 4 | Selling Expenses1 (R$ millions)
Selling Expenses totaled R$21.9 million in 2Ǫ26, corresponding to 7.3% of net revenues for the period, down 0.8
p.p. in its share. Compared to 2Ǫ25, there was a reduction of 12.6%. In the 1st half of 2026, selling expenses totaled R$46.7 million, down 7.3% compared to the same period in 2025. The indicator represented 7.6% of net revenues, with a reduction of 0.7 p.p. in the annual comparison.
The performance in the 2nd quarter and 1st half of 2026 reflected the lower level of commercial activity, combined with discipline in the management of variable expenses and the strategy of diversification of sales channels, with a greater participation of the Company's own commercial structure. These factors contributed to a reduction in commission expenses, and allowed selling expenses to decline at a faster pace than net revenues, reducing its share in the period.
Figure 5 | General and Administrative Expenses (R$ millions)
General and Administrative Expenses totaled R$24.2 million in 2Ǫ26, representing 8.1% of net revenues in the period, with an increase of 0.6 p.p. in representativeness. Compared to 2Ǫ25, there was a growth of 3.7%. In the 1st half of 2026, expenses totaled R$47.7 million, an increase of 3.9% compared to the same period in 2025. The indicator represented 7.7% of net revenues, with an increase of 0.8 p.p. in the annual comparison.
The variations seen in the quarter and in the 1st half of 2026 mainly reflect the inflationary effects on the Company's expense structure, in addition to adjustments in discretionary expenses, especially in the items of information technology and third-party services. Despite this scenario, the growth in general and administrative expenses remained below the inflation accumulated for the period, reflecting the discipline in cost management and the effectiveness of operational efficiency initiatives. The Company maintains a focus on the judicious allocation of resources and continuous capture of productivity gains.
Notes: (1) "Selling expenses" include amounts related to the allowance for doubtful accounts (PCLD), according to the line 'Losses due to non-recoverability of financial assets' presented in the Income Statement.
OTHER NET OPERATING REVENUES AND EXPENSES
Table 3 | Other Net Operating Revenues and Expenses (R$ millions)
2Ǫ26 | 2Ǫ25 | Δ% | 1Ǫ26 | Δ% | 6M26 | 6M25 | Δ% | |
Other Net Operating Revenues and Expenses | 0.4 | 4.8 | -G2.4% | 4.7 | -G2.2% | 5.0 | 10.9 | -53.G% |
Other Net Operating Revenues and Expenses totaled R$0.4 million in 2Ǫ26. Compared to 2Ǫ25, there was a reduction of 92.4%. In the 1st half of 2026, the line totaled R$5.0 million, down 53.9% compared to the same period in 2025.
In 2Ǫ26, the variation in other net operating revenues and expenses mainly reflects the high basis of comparison in 2Ǫ25, impacted by the recognition of extraordinary tax credits of a non-recurring nature, related to the recovery of PIS/COFINS and social security contributions.
In the 1st half of 2026, although non-recurring tax credits have also been recognized, their amount was lower than that recorded in the same period of 2025. Thus, the reduction observed is due to the lower reach of these extraordinary effects on the comparative basis, rather than to recurring changes in the Company's operating performance.
FINANCIAL RESULT Table 4 | Financial Result (R$ millions) | |||||||||
Financial Result (R$ MM) | 2Ǫ26 | 2Ǫ25 | Δ% | 1Ǫ26 | Δ% | 6M26 | 6M25 | Δ% | |
Financial Revenues | 11.G | 15.4 | -22.8% | 20.4 | -41.7% | 32.3 | 35.8 | -10.0% | |
% Net Revenue | 4.0% | 4.9% | -1.0 p.p. | 6.4% | -2.4 p.p. | 5.2% | 5.4% | -0.1 p.p. | |
Financial Expenses | (16.G) | (20.G) | -1G.2% | (1G.2) | -11.8% | (36.1) | (43.2) | -16.4% | |
% Net Revenue | 5.7% | 6.7% | -1.1 p.p. | 6.0% | -0.4 p.p. | 5.8% | 6.5% | -0.6 p.p. | |
Total Financial Result | (5.0) | (5.5) | -G.3% | 1.2 | -513.7% | (3.8) | (7.3) | -47.8% | |
The Financial Result was negative by R$5.0 million in 2Ǫ26, compared to the negative result of R$5.5 million in 2Ǫ25, representing a reduction of 9.3%. In the 1st half of 2026, the result was also negative by R$3.8 million, compared to the negative result of R$7.3 million in the same period of 2025, or a reduction of 47.8%.
The reduction in financial revenues in 2Ǫ26 (vs. 2Ǫ25) reflects the lower yields from investments, in an environment of greater liquidity and consequent reduction in the rates charged by financial institutions, in addition to the lower contribution of exchange rate variation and lower average cash for the period. On the other hand, financial expenses showed a more significant reduction, reflecting the strategy of contracting and renewing operations under more competitive conditions, combined with the drop in the average CDI rate, which went from 14.90% in 1Ǫ26 to 14.15% at the end of 2Ǫ26. As a result, the positive effect from the reduction in financial expenses more than offset the lower contribution of financial revenues, favoring the improvement of the Company's financial result.
EBITDA Table 5 | EBITDA (R$ millions) | ||||||||
EBITDA (R$ MM) | 2Ǫ26 | 2Ǫ25 | Δ% | 1Ǫ26 | Δ% | 6M26 | 6M25 | Δ% |
Net Operating Revenue | 2GG.1 | 311.1 | -3.G% | 318.1 | -6.0% | 617.1 | 668.3 | -7.7% |
Net Profit | 6.3 | 14.4 | -56.1% | 17.1 | -63.1% | 23.4 | 3G.G | -41.3% |
(+) Provision for current and deferred income and social contribution taxes | 3.5 | 8.8 | -59.8% | 6.7 | -47.1% | 10.2 | 24.8 | -58.6% |
(-) Financial Revenue | (11.9) | (15.4) | -22.8% | (20.4) | -41.7% | (32.3) | (35.8) | -10.0% |
(+) Financial Expenses | 16.9 | 20.9 | -19.2% | 19.2 | -11.8% | 36.1 | 43.2 | -16.4% |
(+) Depreciation and Amortization | 11.0 | 9.2 | 19.9% | 11.1 | -0.2% | 22.1 | 18.8 | 17.3% |
EBITDA | 25.G | 37.G | -31.7% | 33.7 | -23.0% | 5G.6 | G0.8 | -34.4% |
EBITDA Margin | 8.7% | 12.2% | -3.5 p.p. | 10.6% | -1.9 p.p. | 9.7% | 13.6% | -3.9 p.p. |
EBITDA totaled R$25.9 million in 2Ǫ26, with a margin of 8.7%, a result 31.7% lower than that recorded in 2Ǫ25. In the 1st half of 2026, EBITDA totaled R$59.6 million, a reduction of 34.4% compared to the same period in 2025, with a margin of 9.7%. The performance in the 2nd quarter and the 1st half of 2026 mainly reflected the lower level of activity, which impacted net revenues and reduced the dilution of fixed costs, in addition to the continued pressure on selling prices, factors that have put pressure on the Company's gross margin and, consequently, its operating generation.
Despite this scenario, the Company maintained discipline in the management of costs and expenses, implementing operational efficiency initiatives and capturing productivity gains that contributed to reducing part of the impacts on profitability. This set of actions reinforces the resilience of the Company's operating model and its ability to adapt to different market cycles, although in the coming periods they may continue to reflect a more selective demand environment.
NET INCOME
In 2Ǫ26, Net Income totaled R$6.3 million, with a net margin of 2.1%, a reduction of 2.5 p.p. compared to 2Ǫ25. In the 1st half of 2026, Net Income totaled R$23.4 million, with a net margin of 3.8%, a decrease of 2.2 p.p. compared to the same period in 2025.
The reduction in Net Income mainly reflects the lower operating result in the period, due to the lower level of activity and the mix of recognized projects, which pressured the Company's margins. In addition, the appreciation of the real against the U.S. dollar reduced the translation of export revenues into local currency. Despite this scenario, the Company maintained a positive net result, supported by its discipline of cost and expense management, operational efficiency and the improvement of financial results, preserving the soundness of its financial structure.
CASH FLOW
Figure 6 | Cash flow reconciliation (R$ millions)
The Company ended the period with a strengthened cash position, totaling R$354.2 million in June 2026, compared to R$316.4 million in December 2025. The Company ended the period maintaining a positive net cash position of R$29.3 million, evidencing the Company's ability to generate funds even in a more challenging market environment.
Working capital contributed positively, with R$9.6 million, to cash flow, mainly due to the reduction in taxes, which generated a positive impact of R$18.6 million in the period. This effect was partially offset by the increase in inventories, with a negative impact of R$9.5 million, reflecting the Company's operational strategy and the management of the financial cycle. The other components of working capital had a minor net effect in the period.
In terms of financing, the Company generated a positive impact of R$9.8 million in cash flow, even though principal amortizations were made, in line with its capital structure management strategy.
Investments totaled R$27.1 million in the 1st half of 2026, of which R$24.4 million was allocated to Kepler, and R$2.8 million to Procer, mainly aimed at modernizing operations and expanding production capacity.
Even after the investments made and the management of its capital structure, the Company increased its cash position in the 1st half of the year compared to the end of the previous period, reinforcing its high liquidity, financial discipline and ability to finance its operations and investments with a balanced capital structure.
RETURN ON INVESTED CAPITAL (ROIC)
In 2Ǫ26, Return on Invested Capital (ROIC) was 19.7%, a reduction of 1.7 percentage points compared to 1Ǫ26. This movement was mainly due to the 5.7% decrease in Operating Income after Taxes (NOPAT), which totaled R$141.4 million in the period.
In addition, invested capital increased by 2.4%, reaching R$718.3 million, influenced by the increase in the Working Capital Requirement (NCG), due to the seasonality of the sector. This movement was mainly due to the recomposition of inventories to serve the next quarters, and the reduction of spontaneous sources of operating financing, especially customer advances, in line with the current market environment.
Despite the reduction observed in the 2nd quarter, ROIC remained at a high level, demonstrating the Company's ability to generate consistent returns on invested capital, even in a more challenging operating environment. The evolution of the indicator should be construed in the context of the current demand cycle, the recomposition of working capital and the discipline in the allocation of resources.
INVESTMENTS (CAPEX)
Figure 7 | Ǫuarterly Evolution of CAPEX (R$ millions)
Figure 8 | Capex Distribution
In 2Ǫ26, investments totaled R$11.8 million, or 4.0% of net revenues, down 43.0% compared to 2Ǫ25. In the 1st half of 2026, the Company allocated R$27.1 million to CAPEX, a decrease of 28.7% against the same period in 2025, reflecting greater discipline in capital allocation, without compromising strategic initiatives aimed at operational expansion, innovation and modernization of operational and technological infrastructure, strengthening information security.
Modernization (Manufacturing Capacity)
Investments aimed at expanding manufacturing capacity decreased 48% in 2Ǫ26 compared to 2Ǫ25, representing 26% of total CAPEX for the quarter. In the 1st half of 2026, the reduction was 25% compared to the same period in 2025, corresponding to 33% of total CAPEX.
In 2Ǫ26, the Company maintained its discipline in capital allocation, concentrating investments on strategic initiatives aimed at modernizing manufacturing capacity. The resources were mainly directed to the adaptation of the industrial complex, complemented by initiatives to modernize the infrastructure and strengthen information security, contributing to gains in operational efficiency, increased productivity and maintenance of long-term competitiveness.
New Products
Investments in new products accounted for 31% of CAPEX in 2Ǫ26, an increase of 8.9 p.p. compared to the same period in 2025. In the 1st half of 2026, these investments corresponded to 23% of total CAPEX, against 22% recorded in the same period of the previous year.
This move reinforces the Company's strategy of continuous investment in new products, whose share in revenues has expanded over the last few years, evidencing the assertiveness of this capital allocation. In the 2nd quarter of 2026, the heat generator and the agroindustrial line stood out, reflecting the advance in the expansion of a higher value-added portfolio.
Information Technology (IT)
Investments in Information Technology in 2Ǫ26 fell 38% compared to 2Ǫ25, representing 16% of the quarter's total CAPEX, compared to 15% in the same period of the previous year. In the 1st half of 2026, investments grew 32% compared to the same period in 2025, representing 22% of total CAPEX, compared to 12% in the 1st half of the previous year.
During the period, investments in Information Technology were allocated to the evolution of technological architecture and digitalization of corporate processes, including the implementation of SAP S/4HANA, the development of commercial management solutions and the strengthening of technology and cybersecurity infrastructure. These initiatives reinforce operational efficiency; expand the analytical capacity and integration between areas; and strengthen governance and process scalability, consolidating a technological base aligned with the Company's long-term strategy.
Sustaining Capex
Investments in sustaining Capex decreased 56% in 2Ǫ26 and 55% in the 1st half compared to the same period in 2025, representing 27% of total CAPEX for the quarter, and 22% for the year.
In 2Ǫ26, the Company maintained a careful allocation of resources in sustaining investments, directing funds to the modernization of industrial facilities, the revitalization of corporate environments at the Panambi unit (RS) and the updating of technological resources. In addition, initiatives were carried out to strengthen information security and the infrastructure to support operations, contributing to the reliability of processes, risk mitigation and operational continuity of the business.
CASH AND CASH EQUIVALENTS, AND INDEBTEDNESS
Table 6 | Cash and Cash Equivalents, and Indebtedness (R$ millions)
Indebtedness (R$ MM) | Jun/26 | Dec/25 | Jun/25 |
IFC | 31.4 | 32.2 | 18.0 | |||
Export Credit Note | - | - | 10.8 | |||
CPR - Rural Producer Certificate | 95.0 | 95.0 | 95.1 | |||
Agribusiness Credit Rights Certificate | 15.5 | 21.1 | - | |||
FINEX | 36.4 | 5.0 | 4.6 | |||
Short Term | 178.2 | 55% | 153.3 | 4G% | 128.5 | 40% |
IFC | 108.2 | 121.6 | 135.0 | |||
Export Credit Note | - | - | 10.0 | |||
RPC - Rural Producer Certificate | 12.0 | 12.0 | 24.0 | |||
Senior Units - FIDC KWI | 26.5 | 28.2 | 26.0 | |||
Long Term | 146.7 | 45% | 161.G | 51% | 1G5.0 | 60% |
Total Indebtedness | 325.0 | 100% | 315.2 | 100% | 323.5 | 100% |
Cash and Cash Equivalents | 354.2 | 316.4 | 358.2 | |||
Net Cash | 2G.3 | 1.3 | 34.7 |
The Company's total indebtedness ended 2Ǫ26 at R$325.0 million, maintaining a diversified structure of financing sources, and in line with its financial strategy. Of this amount, 43.0% refers to financing agreement entered into with the International Finance Corporation (IFC); 32.9%, to Financial Rural Product Notes (CPR); 8.2%, to senior shares in FIDC KWI (Credit Rights Investment Fund); 4.8%, to Agribusiness Credit Rights Certificates (CDCA); and 11.2%, to FINEX (export financing line).
The Company renewed the CPR transaction with BBM Bocom, in the amount of R$80 million, with total cost of the CDI + 0.62% p.a., under more favorable conditions. In addition, the CDCA transaction with Safra, in the amount of R$21 million, was settled and replaced by new FINEX transactions with Santander, in the amount of R$30 million, and by CDCA transactions with BV, in the amount of R$15 million, both contracted at a cost of CDI + 0.60%
p.a. The swap associated with Procer's FINEX, in the approximate amount of R$5 million, was also renewed with a reduction in the spread. In the period, the amortization of R$13 million of the principal of the debt with the IFC was also made.
These movements contributed to the reduction in the average cost of debt, which went from 16.83% in 1Ǫ26 to 15.77% in 2Ǫ26, reflecting the contracting and renewal of transactions under more competitive conditions. In addition, a more favorable behavior of interest rates throughout the period also contributed to the reduction of the Company's total financial cost.
Regarding the cash position, the settlement of CDCA Safra, in the amount of R$21 million, and the amortization of R$13 million of the principal with the IFC were offset by new funding of R$45 million and operating cash generation. The renewal of the CPR with BBM Bocom and the swap associated with Procer's FINEX allowed the continuity of these transactions without the need for full settlement of their respective principal amounts. As a result, the Company ended the period with a positive net cash position of R$29.3 million, reinforcing its financial flexibility to support operations and perform its growth strategy.
DIVIDENDS AND INTEREST ON EǪUITY (IoE)*
Table 7 | Earnings (R$ millions)
Cash Basis (R$ MM) | 2026 | 2025 | 2024 | Δ% 2026/2025 |
Mandatory dividends | - | 18.5 | 27.9 | n.a |
Interest on Equity (IoE) | - | 6.2 | 29.6 | n.a |
Interim Dividends | - | 43.4 | - | n.a |
Additional dividends | - | 51.5 | 47.0 | n.a |
Mid-Year Dividends | - | 25.4 | 44.2 | n.a |
Gross Total | - | 145.0 | 148.7 | n.a |
Net profit | 23.4 | 156.3 | 199.2 | -85.0% |
Payout | 0.0% | G2.8% | 74.7% | n.a |
(*) Calculated on a cash basis, considering dividends and interest on equity actually paid each year. Note: In 202C, there was no distribution of dividends or interest on equity until the date of disclosure of this report, due to the advance of R:50 million made in December 2025.
In December 2025, the Company advanced part of the proceeds originally scheduled for distribution in 2026, in the amount of R$50 million. This decision was associated with changes in the dividend taxation system in Brazil, effective as of 2026, which now provides for the incidence of income tax on the distribution of income under certain conditions. As a result of this advance, there was no distribution of dividends or interest on equity until the date of publication of this report, which is why the column referring to 2026 in the table above does not show distributed amounts.
In this context, the advance sought to optimize shareholder yields from a tax perspective, taking advantage of the system in force at the time. As a result, the payout observed in 2025, calculated on a cash basis, should not be construed as recurring, since it reflects, in part, this one-off effect of anticipation. Thus, as of the date of disclosure of this release, on August 12, 2026, there was no distribution of dividends or interest on equity, due to the advance made in December 2025.
PERFORMANCE OF SHARES
Figure 9 | Kepler vs. the Market | Base 100 | Base date: 06/30/2026
Until June 2026, Kepler Weber's shares (KEPL3) accumulated a retraction of 18.2% in 12 months, a lower performance than the Ibovespa index (+24.8%) and the Small Caps Index (-0.7%). This behavior mainly reflected the still challenging environment for agribusiness, marked by high interest rates, credit restrictions and greater caution by producers in making investments, factors that impacted the Company's level of activity and influenced the perception of investors throughout the period.
At the same time, the liquidity of the Company's shares continued to improve. In 2Ǫ26, average daily trading volume reached R$8.7 million, up 21% compared to 2Ǫ25. In the first half of 2026, average daily trading volume reached R$19.4 million, an increase of 170% compared to the same period of 2025, reflecting higher trading activity in the Company's shares over the period.
OWNERSHIP STRUCTURE
Figure 10 | Ownership Structure (KEPL3)
ESG (ENVIRONMENTAL, SOCIAL AND GOVERNANCE)
In 2Ǫ26, Kepler Weber reaffirms its commitment to transparency, corporate governance and sustainability, conducting its operations with ethics, responsibility and integrity. The information presented in this release was selected based on criteria of relevance and materiality for the Company, reflecting its continuous effort to communicate clearly and consistently. For detailed historical data on performance and initiatives, please visit: https://ri.kepler.com.br.
GOVERNANCE
Risk Management and Internal Controls
In the 2nd quarter of 2026, Kepler Weber continued to improve its Corporate Risk Management process, reinforcing its integration into the Company's strategy and governance. During the period, the Company made progress in monitoring priority risks, updating monitoring indicators,
and maintaining the periodic agenda for reporting and discussing the topic with the Executive Board and the Audit and Risk Committee.
Among the main advances made in the 2nd quarter, the conclusion of the review of the indicators associated with the risk matrix stands out, with the objective of strengthening the monitoring of exposure to risks and expanding support for decision-making. The preparation of the new review cycle of this matrix has also begun, with a structured agenda of interaction with leaders of business areas to reassess the risk scenario, identify potential emerging risks, and validate the adequacy of the classifications currently adopted.
The initiatives developed in the period reinforce the Company's commitment to the continuous evolution of its governance model, fostering greater integration between risk management and the business areas. This process contributes to strengthening a culture of prevention, proactive risk management and the generation of sustainable value, in line with the Company's strategic objectives.
Compliance and Corporate Culture
Continuing to strengthen its governance agenda, Kepler Weber promoted initiatives aimed at developing a culture of integrity, ethics, respect, transparency and data protection, reinforcing awareness actions, and governance and misconduct prevention mechanisms.
The highlights for the period include the realization of SIPATMA (Internal Week for the Prevention of Occupational Accidents, Environment and Harassment) + Compliance, whose program included actions conducted by the Compliance area, through lectures on diversity, respect and compliance; organizational climate, types of harassment and the importance of management; privacy and data protection; and ethics and care for people, topics that contributed to increasing employees' awareness of expected behaviors, compliance with internal policies, and the promotion of a safe, respectful work environment in line with the Company's values.
The Company has also kept available to its audiences the Ethics and Privacy Channel, an independent, secure and confidential tool managed by a third party, intended for receiving complaints, doubts and suggestions, and managed in accordance with internal investigation and governance procedures, ensuring adequate treatment of the manifestations received.
The initiatives developed in the 2nd quarter reinforce the Company's commitment to the consolidation of an organizational culture based on integrity, prevention and shared responsibility, strengthening the effectiveness of the Compliance Program and its adherence to the best corporate governance practices and ESG commitments.
Governance and Foreign Trade Certifications
In June 2026, Kepler Weber achieved two important certifications that reinforce the strength of its governance, regulatory compliance and risk management structure.
The Company was granted the CONFIA certification, a recognition granted by the Brazilian Federal Revenue Service to companies showing a high level of tax and customs compliance, and transparency in the relationship with Tax Authorities and other stakeholders in the adoption of good corporate governance practices. The
certification evidences the maturity of the Company's internal controls and commitment to ethical, responsible performance in line with the best corporate governance practices, strengthening the principle of transparency.
In the same period, Kepler Weber also achieved the OEA-C Reference (Authorized Economic Operator in Reference Level Compliance) certification, a program of the Brazilian Federal Revenue Service that recognizes companies with a high degree of tax and customs compliance, solid corporate governance, robust internal processes and a consistent track record of compliance with legal and regulatory obligations relating to foreign trade.
The OEA-C Reference certification places the Company among a select group of organizations recognized for the highest standards of compliance and reliability in their international operations, contributing to greater operational predictability, reduction in regulatory risks and strengthening of the relationship with customs authorities and business partners.
The simultaneous granting of these certifications places Kepler Weber among a select group of companies recognized for high standards of compliance, risk management and corporate governance. In addition to operational and regulatory gains, these recognitions contribute to the reduction of risks, the strengthening of institutional reputation, and the sustainable generation of value for shareholders and other stakeholders.
ESG Commitment
In May 2026, the Company issued its 2024/2025 Sustainability Report, published on a biennial basis, reinforcing its commitment to transparency and accountability to investors and other stakeholders.
The report was prepared in accordance with the GRI (Global Reporting Initiative) Standards and incorporates the requirements issued by the SASB (Sustainability Accounting Standards Board), based on the sectoral standards for Machinery and Industrial Goods. The document presents the main advances, results and challenges of the Company's ESG agenda in the 2024-2025 biennium.
The Sustainability Report is available on the Company's Investor Relations website: https://ri.kepler.com.br/esg-sustentabilidade/
SOCIAL
Kepler Weber maintains its commitment to social, cultural and human development, recognizing the strategic role of people. At the end of the 2nd quarter of 2026, its staff consisted of more than 1,800 employees, of which 74% were men and 26% women. The same distribution is seen in leadership positions, reinforcing the Company's commitment to promoting diversity, equity and inclusion.
EDGE certification, a new milestone in our journey
The Company was awarded the EDGE Gender certification, one of the main global recognitions in gender equity, diversity and inclusion at the workplace.
In addition, the award gains even more importance, as currently only 10 companies in the country have this certification, and Kepler Weber is the 1st company with domestic capital in Brazil's industrial sector to get this certification.
This recognition reinforces the Company's commitment to building an increasingly inclusive, diverse, and equitable environment, aligned with the best global people management practices. The certification considers aspects such as salary equity, gender representation, development policies and practices, and inclusive organizational culture, topics that are part of the Company's continuous evolution journey.
Institutional Recognition
Certified for the sixth consecutive time by Great Place to Work, with an evolution of four points in relation to the previous survey, Kepler Weber was recognized as one of the Best Companies to Work For. The result reflects its continuous commitment to organizational climate and employee experience, reinforcing the Company's position in B3's GPTW Index (IGPTW B3) and its adherence to the best people management and corporate culture practices.
Mental Health
During the period, in partnership with SESI, the Company implemented the Mental Healthcare Desk, a pioneering initiative in Brazil that expands employees' access to specialized psychological care at the workplace.
In the initial stage, 100 employees participated in mental health screening, allowing the identification of priority cases for follow-up. As a result, 25 employees started psychological care, with continuous monitoring carried out by multidisciplinary teams from SESI and under the supervision of Kepler Weber.
The initiative reinforces the Company's actions in promoting health, managing psychosocial risks and valuing human capital.
Social Investment in Communities
In line with its purpose of Caring for Life, the Company maintained, in the 2nd quarter of 2026, a continuous agenda of social investments focused on education, culture, sports and community development. In the period, approximately R$234 thousand was allocated to initiatives developed in the regions where the Company operates.
The investments support long-term projects in Panambi (RS) and Campo Grande (MS), focusing on the development of children and adolescents through education, sports, culture and sustainability. The main actions include the "Judô para a Vida" project, which serves about 140 children weekly. In Panambi (RS), the "Sapatilhas e Laços" project benefits more than 90 children, promoting inclusion through dance. The "Semente Mágica" project has been supported for more than 10 years, serving 139 students from municipal schools, with activities focused on environmental education and sustainability.
This quarter, the "Semente Mágica" project also held its traditional annual theatrical presentation in Panambi, bringing together 1,403 spectators and involving 10 educational institutions, expanding the reach of social and environmental awareness actions.
The maintenance of these investments reinforces the commitment to generating shared value, strengthening the communities where we operate and promoting sustainable local development.
ENVIRONMENT
Environmental Management
Kepler Weber has completed internal audits on the Environmental Management System, with a focus on ISO 14001 certification and environmental legal compliance. The audits did not identify significant deviations, keeping the Company qualified for the recertification process scheduled for the third quarter of 2026.
The Company also continued its environmental management routines at its operating units, maintaining the expected performance indicators and advancing in the performance of the strategic projects defined for the year. As part of the actions to strengthen the environmental culture, awareness initiatives on proper waste management were promoted during SIPATMA + Compliance.
Greenhouse Gas (GHG) Emissions Inventory
The Greenhouse Gas Emissions Inventory was completed for the year 2025, covering the operational units of Panambi (RS) and Campo Grande (MS), in accordance with the guidelines of the Brazilian GHG Protocol Program and ABNT NBR ISO 14064-1.
In order to ensure the reliability, traceability and methodological consistency of the information reported, the inventory was submitted to independent verification by Bureau Veritas. The results are disclosed in the Company's Sustainability Report.
RELATIONSHIP WITH INDEPENDENT AUDITORS
Pursuant to CVM Resolution No. 162, of July 13, 2022, the Company informs that its policy for contracting services not related to independent auditing is based on the principles that preserve the auditor's independence.
In compliance with CVM Resolution No. 162/22, we inform that, in 2026, Ernst C Young Auditores Independentes
S.S. Ltda. was hired to perform independent audit services, in the amount of R$437.4 thousand.
BOARD OF DIRECTORS
Luiz Tarquínio Sardinha Ferro
Chairman
Maria Gustava Brochado Heller Britto
Vice-President
Sitting Members
Arthur Heller Britto Daniel Alves Ferreira Ricardo Doria Durazzo Ruy Flaks Schneider
Werner Ferreira dos Santos
Francisco Matturro
Composition of Governance Bodies
EXECUTIVE BOARD
Bernardo Osborn Gomes Nogueira
Chief Executive Officer
Renato Arroyo Barbeiro
Chief Financial and Investor Relations Officer
Fabiano Schneider
Chief Industrial and Product Officer
Diego Wenningkamp
Chief Projects Implementation and Digital Services Officer
Jean Felizardo de Oliveira
Chief Commercial Officer
Simone dos Santos Lisboa
Chief People & Management Officer
Marcos Henrique Schwarz
Chief Supply Chain Officer
FISCAL COUNCIL
Sitting Members
Francisco Eduardo de Queiroz Ferreira Reginaldo Ferreira Alexandre
Túlia Brugali
Alternate Members
Emílio Otranto Neto Maria Elvira Lopes Gimenez
Rosângela Costa Süffert
STRATEGY, INVESTMENT AND FINANCE COMMITTEE
Ricardo Doria Durazzo
Coordinator
Members:
Arthur Heller Britto
Luiz Tarquínio Sardinha Ferro Werner Ferreira dos Santos
AUDIT AND RISK COMMITTEE
Antônio Edson Maciel dos Santos
Coordinator
Members:
Luiz Tarquínio Sardinha Ferro Valmir Pedro Rossi
PEOPLE, COMPLIANCE AND SUSTAINABILITY COMMITTEE
Members:
Daniel Alves Ferreira
Maria Gustava Brochado Heller Brito Ruy Flaks Schneider
2Q26 FINANCIAL STATEMENTS
Earnings Videoconference
EARNINGS VIDEOCONFERENCE
On August 13, 2026 (Thursday), Kepler will hold its earnings videoconference in Portuguese, with simultaneous translation into English, at the following time:
10:00 a.m. - Brazil Time
09:00 a.m. - United States Time
The access link for the Videoconference is available on the Investor Relations website: Webinar Registration - Via Zoom
Speakers:
Bernardo Nogueira | Chief Executive Officer
Renato Arroyo | Chief Financial and IR Officer
Investor Relations Team:
Sandra Vieira | IR Coordinator
Rickson Ramalho | IR Analyst
Thalles Morelli | IR Analyst
Contact: ri.kepler@kepler.com.br
The presentation will also be available on our website, in the Investor Relations (ri.kepler.com.br) area. Please connect approximately 10 minutes before the Videoconference time.
FORWARD-LOOKING STATEMENTS
The statements contained in this report regarding Kepler's business prospects, estimated earnings and the Company's growth potential are mere forecasts and have been based on management's expectations regarding the future of Kepler Weber. These expectations are highly dependent on changes in the business environment, including market conditions, overall economic performance of the country, the industry and international markets, and thus, they are subject to changes. Except as expressly stated in accordance with the applicable regulations, nothing contained in this report should be construed as an estimate, guidance, promise of performance or guarantee of future results. Information regarding the backlog, industry trends, market opportunities or potential operating capacity does not constitute an estimate of revenues, income, EBITDA, cash generation or return to shareholders.
A free translation from Portuguese into English of Independent Auditor's Report on Individual and Consolidated Financial Statements prepared in Brazilian currency in accordance with the accounting practices adopted in Brazil and with the International Financial Reporting Standards (IFRS), issued by International Accounting Standards Board - IASB (currently referred by the IFRS Foundation as "IFRS standards")
INDEPENDENT AUDITOR'S REVIEW REPORT ON QUARTERLY INFORMATION
The Shareholders, Board of Directors and Officers
Kepler Weber S.A.
São Paulo - SP
Introduction
We have reviewed the individual and consolidated interim financial statements contained in the Quarterly Information Form (ITR) of Kepler Weber S.A. (the "Company") for the quarter ended June 30, 2026, which comprises the statement of financial position as of June 30, 2026 and the related statements of profit or loss, of comprehensive income for the three and six-month period then ended and of changes in equity and of cash flows for the six-month period then ended, including the explanatory notes.
The executive board is responsible for preparation of the individual and consolidated interim financial information in accordance with Accounting Pronouncement CPC 21 (R1) Interim Financial Reporting, and IAS 34 Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), as well as for the fair presentation of this information in conformity with the rules issued by the Brazilian Securities and Exchange Commission (CVM) applicable to the preparation of the Quarterly Information Form (ITR). Our responsibility is to express a conclusion on this interim financial information based on our review.
Scope of review
We conducted our review in accordance with Brazilian and international standards on review engagements (NBC TR 2410 and ISRE 2410 Review of Interim Financial Information performed by the Independent Auditor of the Entity, respectively). A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with auditing standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion on the individual and consolidated interim financial information
Based on our review, nothing has come to our attention that causes us to believe that the accompanying individual and consolidated interim financial information included in the quarterly information referred to above are not prepared, in all material respects, in accordance with CPC 21 (R1) and IAS 34 applicable to the preparation of Quarterly Information Form (ITR), and presented consistently with the rules issued by the Brazilian Securities and Exchange Commission (CVM).
Other matters
Statements of value added
The abovementioned quarterly information includes the individual and consolidated statement of value added (SVA) for the six-month period ended June 30, 2026, prepared under Company's Management responsibility, and presented as supplementary information by IAS 34. These statements have been subject to review procedures performed together with the review of the quarterly information with the objective to conclude whether they are reconciled to the interim financial information and the accounting records, as applicable, and if its format and content are in accordance with the criteria set forth by Accounting Pronouncement CPC 09 Statement of Value Added. Based on our review, nothing has come to our attention that causes us to believe that they were not prepared, in all material respects, consistently with the overall individual and consolidated interim financial information.
Other information accompanying the individual and consolidated interim financial information and the auditor's report
The Company's management is responsible for this other information, which comprises the Management Report.
Our conclusion on the individual and consolidated interim financial information does not cover the Management Report, and we do not express any form of audit conclusion thereon.
In connection with our review of the individual and consolidated interim financial information, our responsibility is to read the Management Report and, in doing so, consider whether that report is materially inconsistent with the individual and consolidated interim financial information or with the knowledge obtained in the review, or otherwise appears to be materially misstated. If, based on the work performed, we conclude that there is a material misstatement in the Management Report, we are required to report that fact. We have nothing to report in this regard.
Porto Alegre, August 12, 2026.
ERNST & YOUNG
Auditores Independentes S/S Ltda. CRC SP-015199/F
Arthur Ramos Arruda Accountant CRC RS-096102/O
STATEMENT FROM THE BOARD OF EXECUTIVE OFFICERS ON THE FINANCIAL STATEMENTS
The Company's Board of Executive Officers, persuant to subsection VI of § 1st of Article 27 of CVM Instruction 80/2022, declares that reviewed, discussed and agreed with the individual and consolidated interim financial statements for the period ended on June 30th, 2026, prepared in accordance with the law and the Bylaws, audited by Ernst & Young Auditores Independentes S/S Ltda.
São Paulo, August 12nd, 2026.
BOARD OF EXECUTIVE OFFICERS
Chief Executive Officer
Bernardo Osborn Gomes Nogueira
Chief Financial and Investor Relations Officer
Renato Arroyo Barbeiro
Chief Industrial and Product Officer
Fabiano Schneider
STATEMENT FROM THE BOARD OF EXECUTIVE OFFICERS ON THE REPORT OF THE INDEPENDENT AUDITORS
The Company's Board of Executive Officers, persuant to subsection V of § 1st of Article 27 of CVM Instruction 80/2022, declares that reviewed, discussed and agreed with the opinion expressed in the Independent auditors' report prepared by Ernst & Young Auditores Independentes S/S Ltda., dated August 12nd, 2026, relating to the individual and consolidated Interim Financial Statements for the quarter ended on June 30th, 2026.
São Paulo, August 12nd, 2026.
BOARD OF EXECUTIVE OFFICERS
Chief Executive Officer
Bernardo Osborn Gomes Nogueira
Chief Financial and Investor Relations Officer
Renato Arroyo Barbeiro
Chief Industrial and Product Officer
Fabiano Schneider
INTERIM FINANCIAL STATEMENTS June 30, 2026 and 2025WITH INDEPENDENT AUDITOR'S REVIEW REPORT
São Paulo, August 12, 2026
INCOME STATEMENTS
Three and six-month periods ended June 30, 2026 and 2025
(In thousands of reais, except earnings per share)
Parent Company Consolidated | ||||||||||
Note | 2Q26 | 6M26 | 2Q25 | 6M25 | 2Q26 | 6M26 | 2Q25 | 6M25 | ||
Net operating revenue | 7 | - | - | - | - | 299,071 | 617,130 | 311,073 | 668,303 | |
Cost of sales and services | 8 | - | - | - | - | (238,429) | (490,180) | (238,690) | (510,792) | |
Gross profit | - | - | - | - | 60,642 | 126,950 | 72,383 | 157,511 | ||
Operating income (expenses) | ||||||||||
Selling expenses | 8 | - | - | - | - | (22,547) | (46,676) | (24,975) | (50,343) | |
Impairment losses on financial assets | 8 | - | - | - | - | 659 | (57) | (68) | (87) | |
General and administrative expenses | 8 | (4,818) | (9,527) | (4,303) | (8,752) | (24,229) | (47,738) | (23,357) | (45,950) | |
Other operating income (expenses), net | 9 | 5,811 | 11,880 | 5,851 | 13,750 | 362 | 5,020 | 4,761 | 10,884 | |
Equity accounting | 17 | 5,536 | 21,124 | 12,779 | 37,280 | - | - | - | - | |
Operating profit | 6,529 | 23,477 | 14,327 | 42,278 | 14,887 | 37,499 | 28,744 | 72,015 | ||
Finance costs | 10 | (394) | (771) | (403) | (690) | (16,910) | (36,079) | (20,929) | (43,152) | |
Finance income | 10 | 604 | 2,580 | 542 | 944 | 11,883 | 32,267 | 15,384 | 35,845 | |
Profit before income and social contribution taxes | 6,739 | 25,286 | 14,466 | 42,532 | 9,860 | 33,687 | 23,199 | 64,708 | ||
Current income and social contribution taxes | 16 | (153) | (1,117) | (208) | (1,525) | (2,851) | (4,780) | (4,264) | (7,932) | |
Deferred income and social contribution taxes | 16 | (268) | (723) | 138 | (1,059) | (691) | (5,461) | (4,539) | (16,828) | |
Profit for the period | 6,318 | 23,446 | 14,396 | 39,948 | 6,318 | 23,446 | 14,396 | 39,948 | ||
Basic earnings per share (in reais) | 11 | 0.0365 | 0.1353 | 0.0831 | 0.2305 | 0.0365 | 0.1353 | 0.0831 | 0.2305 | |
Diluted earnings per share (in reais) | 11 | 0.0363 | 0.1348 | 0.0829 | 0.2301 | 0.0363 | 0.1348 | 0.0829 | 0.2301 | |
The explanatory notes are an integral part of these Parent Company and Consolidated interim financial statements.
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STATEMENTS OF COMPREHENSIVE INCOME
Three and six-month periods ended June 30, 2026 and 2025
(In thousands of reais)
Parent Company and Consolidated
2Q26 | 6M26 | 2Q25 | 6M25 | |
Profit for the period | 6,318 | 23,446 | 14,396 | 39,948 |
Total comprehensive income for the period | 6,318 | 23,446 | 14,396 | 39,948 |
The explanatory notes are an integral part of these Parent Company and Consolidated interim financial statements.
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BALANCE SHEETS
June 30, 2026 and December 31, 2025
(In thousands of reais)
Assets Current assets
Cash and cash equivalents Trade accounts receivable Inventories
Taxes recoverable Other assets
Total current assets Noncurrent assets
Long-term receivables
Trade accounts receivable Taxes recoverable Deferred taxes
Other assets
Investments Investment properties
Property, plant and equipment Intangible assets
Right of use
Parent Company Consolidated
Note 06/30/2026 12/31/2025 06/30/2026 12/31/2025
12 | 11,581 | 19,376 | 354,218 | 316,431 | |
13 | - | - | 205,833 | 258,235 | |
14 | - | - | 288,760 | 279,302 | |
15 | 2,119 | 3,276 | 93,685 | 108,389 | |
22 | 6,551 | 2,700 | 22,951 | 25,016 | |
20,251 | 25,352 | 965,447 | 987,373 | ||
13 | - | - | 32,512 | 31,695 | |
15 | 5,722 | 5,722 | 15,670 | 22,100 | |
16 | 14,386 | 15,109 | 28,751 | 34,212 | |
22 | 9 | 7 | 10,231 | 5,115 | |
20,117 | 20,838 | 87,164 | 93,122 | ||
17 | 774,467 | 753,350 | 316 | 218 | |
18 | 27,825 | 28,665 | 1,226 | 1,260 | |
19 | - | - | 272,716 | 277,309 | |
20 | 1,280 | 1,280 | 140,854 | 137,317 | |
21 | 344 | 423 | 14,033 | 15,807 | |
803,916 | 783,718 | 429,145 | 431,911 |
Total noncurrent assets 824,033 804,556 516,309 525,033
Total assets 844,284 829,908 1,481,756 1,512,406
The explanatory notes are an integral part of these Parent Company and Consolidated interim financial statements.
BALANCE SHEETS
June 30, 2026 and December 31, 2025
(In thousands of reais)
Parent Company Consolidated
Note | 06/30/2026 | 12/31/2025 | 06/30/2026 | 12/31/2025 | ||
Liabilities | ||||||
Current liabilities | ||||||
Suppliers | 23 | 698 | 464 | 109,067 | 81,948 | |
Loans and financing | 24 | - | - | 178,231 | 153,288 | |
Social and labor obligations | 1,026 | 2,695 | 40,943 | 42,096 | ||
Advances from customers | - | - | 94,674 | 166,265 | ||
Taxes payable | 27 | 288 | 310 | 5,332 | 2,884 | |
Income and social contribution taxes payable | 27 | 153 | 321 | 2,276 | 2,206 | |
Commissions payable | - | - | 10,075 | 15,737 | ||
Interest on equity and dividends payable | - | - | - | 2,100 | ||
Provision for warranties | - | - | 8,701 | 11,406 | ||
Put option | 30,2 | 4,819 | 4,819 | 4,819 | 4,819 | |
Leases | 21 | 167 | 155 | 4,819 | 4,551 | |
Other liabilities | 29 | 2,406 | 2,200 | 15,363 | 17,540 | |
Total current liabilities | 9,557 | 10,964 | 474,300 | 504,840 | ||
Noncurrent liabilities | ||||||
Loans and financing | 24 | - | - | 146,723 | 161,871 | |
Provisions for tax, civil and labor risks | 28 | 108 | 93 | 13,582 | 12,497 | |
Put option | 30,2 | 36,379 | 43,696 | 36,379 | 43,696 | |
Leases | 21 | 230 | 317 | 11,617 | 13,452 | |
Other liabilities | 29 | 341 | 607 | 1,486 | 1,819 | |
Total noncurrent liabilities | 37,058 | 44,713 | 209,787 | 233,335 | ||
Equity | ||||||
Capital | 31 | 401,230 | 344,694 | 401,230 | 344,694 | |
Treasury shares | 31 | (59,350) | (59,084) | (59,350) | (59,084) | |
Capital reserves | 31 | 9,108 | 8,926 | 9,108 | 8,926 | |
Revaluation reserves | 31 | 158 | 158 | 158 | 158 | |
Equity adjustments | 31 | 20,248 | 21,050 | 20,248 | 21,050 | |
Profit reserves | 31 | 401,951 | 458,487 | 401,951 | 458,487 | |
Retained earnings for the period | 24,324 | - | 24,324 | - | ||
Total equity | 797,669 | 774,231 | 797,669 | 774,231 | ||
Total liabilities and equity | 844,284 | 829,908 | 1,481,756 | 1,512,406 |
The explanatory notes are an integral part of these Parent Company and Consolidated interim financial statements.
São Paulo, August 12, 2026.
STATEMENTS OF CHANGES IN EQUITY
Six-month periods ended June 30, 2026 and 2025
(In thousands of reais)
Capital reserves Profit reserves Fair value
Capital | Treasury shares | Tax incentives | of restricted share plan | Revaluation reserve | Equity adjustments | Legal reserve | Tax incentives | Investments and working capital | Transactions with shareholders - Procer | Proposed additional dividend | Retained earnings/ accumulated losses | Total | |
Balances at December 31, 2024 | 344,694 | (58,748) | 617 | 7,462 | 158 | 22,675 | 51,159 | 57,257 | 273,960 | (9,957) | 51,504 | - | 740,781 |
Treasury shares | - | (923) | - | - | - | - | - | - | - | - | - | - | (923) |
Transfer of shares | - | 587 | - | (587) | - | - | - | - | - | - | - | - | - |
Fair value of restricted share plan | - | - | - | 554 | - | - | - | - | - | - | - | - | 554 |
Realization of deemed cost due to depreciation | - | - | - | - | - | (1,237) | - | - | - | - | - | 1,237 | - |
Taxes on realization of deemed cost | - | - | - | - | - | 420 | - | - | - | - | - | (420) | - |
Additional dividends 2024 | - | - | - | - | - | - | - | - | - | - | (51,504) | - | (51,504) |
Unclaimed dividends | - | - | - | - | - | - | - | - | - | - | - | 27 | 27 |
Profit for the period | - | - | - | - | - | - | - | - | - | - | - | 39,948 | 39,948 |
Balances at June 30, 2025 | 344,694 | (59,084) | 617 | 7,429 | 158 | 21,858 | 51,159 | 57,257 | 273,960 | (9,957) | - | 40,792 | 728,883 |
Balances at December 31, 2025 | 344,694 | (59,084) | 617 | 8,309 | 158 | 21,050 | 58,972 | 57,257 | 349,226 | (6,968) | - | - | 774,231 |
Capital increase | 56,536 | - | - | - | - | - | - | - | (56,536) | - | - | - | - |
Treasury shares | - | (967) | - | - | - | - | - | - | - | - | - | - | (967) |
Transfer of shares | - | 701 | - | (701) | - | - | - | - | - | - | - | - | - |
Fair value of restricted share plan | - | - | - | 883 | - | - | - | - | - | - | - | - | 883 |
Realization of deemed cost due to depreciation | - | - | - | - | - | (1,215) | - | - | - | - | - | 1,215 | - |
Taxes on realization of deemed cost | - | - | - | - | - | 413 | - | - | - | - | - | (413) | - |
Unclaimed dividends | - | - | - | - | - | - | - | - | - | - | - | 76 | 76 |
Profit for the period | - | - | - | - | - | - | - | - | - | - | - | 23,446 | 23,446 |
Balances at June 30, 2026 | 401,230 | (59,350) | 617 | 8,491 | 158 | 20,248 | 58,972 | 57,257 | 292,690 | (6,968) | - | 24,324 | 797,669 |
The explanatory notes are an integral part of these Parent Company and Consolidated interim financial statements.
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STATEMENTS OF CASH FLOWS - INDIRECT METHOD
Periods ended June 30, 2026 and 2025
(In thousands of reais)
Parent Company Consolidated
6M26 | 6M25 | 6M26 | 6M25 | ||
Cash flows from operating activities Profit before income and social contribution taxes | 25,286 | 42,532 | 33,687 | 64,708 | |
Adjustments: Depreciation and amortization | 919 | 924 | 22,078 | 18,821 | |
Provisions for tax, civil and labor risks | 15 | 74 | 1,112 | 313 | |
Provisions for inventories | - | - | (1,210) | 3,534 | |
Provisions for warranties | - | - | (2,705) | (15,621) | |
Impairment losses on financial assets | - | - | 57 | 87 | |
Other provisions | (326) | 100 | (284) | (2,578) | |
Cost of PPE/intangible assets written off | - | 528 | 1,122 | ||
Finance income (costs) | (238) | (613) | 15,047 | 9,919 | |
Financing structuring expenses | - | - | 263 | 56 | |
Interest incurred on leases | 33 | 43 | 1,265 | 1,525 | |
Equity accounting | (21,124) | (37,280) | - | - | |
4,565 | 5,780 | 69,838 | 81,886 | ||
Changes in assets and liabilities | |||||
Trade accounts receivable | - | - | 51,528 | 23,849 | |
Inventories | - | - | (8,248) | (34,317) | |
Taxes recoverable | 1,157 | 2,204 | 21,134 | 3,697 | |
Other assets | (3,608) | 22,812 | 3,671 | 17,201 | |
Suppliers | 310 | 216 | 27,195 | (1,454) | |
Senior shares - FIDC KWI | - | - | (1,727) | 1,794 | |
Social and labor obligations | (1,669) | (2,456) | (1,153) | (9,631) | |
Taxes payable | (22) | - | 1,842 | (2,957) | |
Advances from customers | - | - | (71,591) | (7,626) | |
Other liabilities | 1,149 | 314 | (6,854) | (7,049) | |
Cash flows from (used in) operating activities | 1,882 | 28,870 | 85,635 | 65,393 | |
Interest paid on loans, financing and intercompany loans | - | - | (22,656) | (21,394) | |
Income and social contribution taxes paid | (1,285) | (1,375) | (4,104) | (9,473) | |
Net cash flows from (used in) operating activities | 597 | 27,495 | 58,875 | 34,526 | |
Cash flows from investing activities | |||||
Acquisition of PPE and intangible assets | - | - | (19,007) | (34,446) | |
Short-term investments not immediately redeemable | - | - | - | 31,683 | |
Dividends and IOE received | - | 46,964 | - | - | |
Net cash flows from (used in) investing activities | - | 46,964 | (19,007) | (2,763) | |
Cash flows from financing activities | |||||
Treasury shares | (967) | (923) | (967) | (923) | |
Repayment of loans and financing | - | - | (118,136) | (70,000) | |
Loans and financing raised | - | - | 130,000 | 84,500 | |
Dividends and IOE paid | - | (70,000) | (2,100) | (73,384) | |
Lease consideration | (108) | (108) | (3,561) | (3,534) | |
Put option | (7,317) | - | (7,317) | - | |
Net cash flows from (used in) financing activities | (8,392) | (71,031) | (2,081) | (63,341) | |
Increase/(decrease) in cash and cash equivalents | (7,795) | 3,428 | 37,787 | (31,578) | |
Statement of increase (decrease) in cash and cash equivalents | (7,795) | 3,428 | 37,787 | (31,578) | |
At beginning of period | 19,376 | 12,248 | 316,431 | 389,817 | |
At end of period | 11,581 | 15,676 | 354,218 | 358,239 | |
The explanatory notes are an integral part of these Parent Company and Consolidated interim financial statements.
STATEMENTS OF VALUE ADDED
Periods ended June 30, 2026 and 2025
(In thousands of reais)
Parent Company Consolidated
6M26 | 6M25 | 6M26 | 6M25 | ||
Revenues | |||||
Sales of goods, products and services | - | - | 722,362 | 780,798 | |
Impairment losses on financial assets | - | - | (57) | (87) | |
- | - | 722,305 | 780,711 | ||
Bought-in inputs | |||||
Cost of products, goods and services sold | - | - | (452,223) | (471,164) | |
Materials, energy, third-party services and other | (3,787) | (1,861) | (91,777) | (100,332) | |
(3,787) | (1,861) | (544,000) | (571,496) | ||
Gross value added | (3,787) | (1,861) | 178,305 | 209,215 | |
Depreciation and amortization | (919) | (924) | (22,078) | (18,821) | |
Net value added produced by the Company | (4,706) | (2,785) | 156,227 | 190,394 | |
Value added received in transfer | 37,738 | 52,364 | 32,922 | 23,116 | |
Equity accounting | 21,124 | 37,280 | - | - | |
Finance income | 1,068 | 790 | 20,747 | 21,983 | |
Foreign exchange/monetary gains | 1,512 | 154 | 11,520 | 13,862 | |
Deferred income and social contribution taxes | (723) | (1,059) | (5,461) | (16,828) | |
Rental and royalties | 14,646 | 15,199 | - | - | |
Other | 111 | - | 6,116 | 4,099 | |
Total value added to be distributed | 33,032 | 49,579 | 189,149 | 213,510 | |
Distribution of value added | 33,032 | 49,579 | 189,149 | 213,510 | |
Personnel | 4,245 | 4,032 | 107,350 | 104,194 | |
Salaries | 218 | 171 | 79,773 | 76,785 | |
Benefits | 135 | 160 | 13,017 | 13,569 | |
Unemployment Compensation Fund (FGTS) | - | - | 5,910 | 5,904 | |
Management fees | 3,807 | 3,701 | 3,807 | 3,701 | |
Other | 85 | - | 4,843 | 4,235 | |
Severance pay | - | - | 2,091 | 709 | |
Other personnel expenses | 85 | - | 2,752 | 3,526 | |
Taxes | 4,263 | 4,863 | 1,377 | 958 | |
Federal | 4,173 | 4,748 | 12,509 | 12,479 | |
State | - | - | (11,885) | (12,428) | |
Local | 90 | 115 | 753 | 907 | |
Debt remuneration | 1,078 | 736 | 56,976 | 68,410 | |
Interest and other finance charges | 202 | 73 | 27,572 | 26,461 | |
Rent | 136 | 91 | 5,315 | 4,899 | |
Commissions | - | - | 15,846 | 21,190 | |
Foreign exchange losses | 2 | 1 | 6,130 | 15,006 | |
Other third-party expenses | 738 | 571 | 2,113 | 854 | |
Equity remuneration | 23,446 | 39,948 | 23,446 | 39,948 | |
Profit for the year | 23,446 | 39,948 | 23,446 | 39,948 |
The explanatory notes are an integral part of these Parent Company and Consolidated interim financial statements.
NOTES TO THE PARENT COMPANY AND CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(In thousands of reais, unless otherwise stated)
OPERATIONS
Kepler Weber S.A. ("Parent Company" or "KWSA") is a publicly-held corporation headquartered in the city and state of São Paulo, Brazil, and listed on the "Novo Mercado" segment (highest level of Governance) of B3 S.A. Brasil, Bolsa, Balcão ("B3") under ticker "KEPL3" since December 15, 1980.
KWSA and its direct and indirect subsidiaries, individually or jointly (the "Company" or "Consolidated"), are the market leaders in storage equipment and post-harvest grain solutions in Latin America, in the operating activities of production of grain storage and preservation systems (silos, dryers, cleaning machines and their components), industrial equipment, and port terminals. It also offers spare parts and technical assistance services, technical engineering services, data processing, grain temperature and moisture monitoring services in the processing and storage process, as well import and export of raw materials, finished and semi-finished goods, including under the terms of the export trading company legislation, technical services relating to foreign trade and promotion of Brazilian products in the foreign market.
BASIS OF CONSOLIDATION
The consolidated financial statements include the following companies, all of which are headquartered in Brazil and have the Brazilian real as functional currency:
% Direct and indirect equity interest
06/30/2026 12/31/2025
Direct subsidiaries
Kepler Weber Industrial S.A. ("KWI")
100%
100%
Procer Automação S.A. ("Procer")
100%
100%
Special Purpose Entity (SPE) - indirect subsidiary
Kepler Weber FIAGRO-Direitos Creditórios ("FIDC KWI")
41.4%
39.9%
The subsidiaries' financial statements are included in the consolidated financial statements from the date on which control commences until the date it ceases to exist. In preparing these financial statements, the financial statements of the subsidiaries closed on the same reporting date were used, whose financial information is recognized using the equity method.
The subsidiaries' accounting policies are aligned with the policies adopted by the Parent Company.
The Company consolidates the financial statements of FIDC KWI, in accordance with CPC 36 (R3) / IFRS 10 -Consolidated financial statements, since the activities are conducted for the most part based on the operational needs of subsidiary KWI, which is exposed to most of the risks and rewards related to the fund through the ownership of all junior subordinated shares, which will be subordinated to senior shares and mezzanine subordinated shares for the purposes of amortization, redemption, and distribution of the fund's earnings, and may only be redeemed after the total redemption by the other shareholders. In the process of consolidating FIDC KWI, assets and liabilities, and gains and losses from transactions between the Company and FIDC KWI were eliminated. The amount of senior shares represents the obligations to the other shareholders of the fund and is recorded under "Loans and Financing" in the consolidated financial statements.
Transactions eliminated on consolidation
Intercompany balances and transactions, and any revenues or expenses derived from intercompany transactions are eliminated upon preparation of the consolidated financial statements. Unrealized gains arising from transactions with investees accounted for under the equity method are eliminated against the investment, proportionally to the interest held in the investee.
Unrealized losses are eliminated similarly to unrealized gains, but only to the extent that there is no evidence of impairment loss.
BASIS OF PREPARATION AND PRESENTATION OF THE FINANCIAL STATEMENTS
The Parent Company and consolidated interim financial statements were prepared in accordance with CPC 21 (R1) - Interim Financial Reporting, issued by the Brazilian Financial Accounting Standards Board (CPC), and in accordance with IAS 34 - Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), having been analyzed by the Audit and Risk Committee on August 10, 2026, analyzed by the Supervisory Board and approved by the Board of Directors on August 12, 2026, for publication on the same date.
The Parent Company and consolidated interim financial statements have been prepared to update users on the material information presented in the period and should be analyzed together with the Parent Company and consolidated interim financial statements for the year ended December 31, 2025. In order to disclose only material information or information that has changed significantly in relation to the last annual financial statements, the explanatory notes listed below have not been fully disclosed or are not at the same level of detail as the notes included in the annual financial statements:
Description Note
Net revenue 7
Cash, cash equivalents, and marketable securities 12
Trade accounts receivable 13
Inventories 14
Income and social contribution taxes 16
Investments 17
Investment properties 18
Property, plant and equipment 19
Intangible assets 20
Right of use and leases 21
Asset impairment test 22
Suppliers 24
Share-based payment agreement 26
Provisions for tax, civil and labor contingencies 29
Financial instruments 31
Insurance coverage 34
Statement of relevance
All relevant information specific to the financial statements, and only such information, is disclosed, and corresponds to the information used to manage the Company's operations, in compliance with Accounting Guidance OCPC 07- Presentation and Disclosure in General Purpose Financial Statements.
Basis of measurement
The Parent Company and consolidated interim financial statements have been prepared on a historical cost basis, except for certain financial instruments that have been measured at fair value, when required by the standard, and in the initial recognition of a business combination and in the initial recognition and subsequent measurement of the seller's put option.
ri.kepler.com.br
